Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
Under the 2022 Plan, an annual target bonus amount is assigned to each executive
officer. The annual target bonus amounts under the 2022 Plan will be a
percentage of each executive's base salary, ranging from 90% to 150% depending
on the executive's position, and to the extent earned will be payable in fully
vested restricted stock units ("RSUs") under
The actual annual bonus is determined on the basis of
Performance may be adjusted for the impact of one-time events affecting the operating plan, including but not limited to expansion projects or acquisitions not contemplated in the approved operating plan, and for the impact of fluctuations in foreign currencies against the foreign currency rates applied in the operating plan. 100% of the 2022 Plan will be funded if the Goals are met. For every 1% below the Goal for revenue, the revenue portion of the bonus pool shall be reduced by 20%. For every 1% below the Goal for AFFO/Share, the AFFO/Share portion of the bonus pool shall be reduced by 20%, and for every 1% above the Goal for AFFO/Share, the AFFO/Share portion of the bonus pool shall be increased by 13.33% up to a maximum of 3% above Goal. No bonuses will be paid if revenue and AFFO/Share are 95% or less of the Goals. To the extent the Goals are met, the Strategic Modifier will influence the final payout, either upwards or downwards by 10%.
In addition, at its discretion, the Compensation Committee may reduce or eliminate the actual award that otherwise would be payable.
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